Clickwrap Definition

A clickwrap agreement (sometimes referred to as a click through, shrink-wrap, or sign-in-wrap) is an online agreement in which the user signifies his or her acceptance of by clicking a button or checking a box that states “I agree” after being presented with the contract.

A clickwrap agreement is an enforceable way to present contracts to a large volume of users and can be integrated on your website, mobile app, or online store.

 

Types of agreements that use clickwrap

Common types of agreements that use a clickwrap include but are not limited to:

  • Terms and conditions (or Terms of service, Terms of Use)
  • Privacy policies
  • Non-disclosure agreements
  • End user license agreements (EULAs)

Clickwrap agreements can also be used for HR onboarding documents, sales agreements like SLAs, MSAs, and sales order forms, and any standardized agreement that you regularly present for acceptance.

 

 

Are clickwrap agreements enforceable in court?

Generally speaking, clickwrap agreements are found enforceable when they follow best practices. Courts generally determine the validity of a clickwrap agreement by determining:

  • If the user actually accepted the agreement;
  • If there was conspicuous notice of the agreement, and if the user had actual or inquiry notice of the agreement;
  • The design and layout of the screen with the clickwrap agreement. 

There are three types of evidence that have had the most success in enforcing the clickwrap agreement in court:

  • Screenshots of what the screen looked like when the contract was presented to and accepted by the user.
  • Back-end records that indicates who accepted the agreements, at what date and time, and on what device.
  • Affidavits/Declarations from developers or executives about the company’s contract acceptance method.

When a clickwrap agreement follows best practices, keeps robust records, and is designed to provide conspicuous notice to users, it is typically enforceable. 

 

Interested in learning how your clickwrap agreements would hold up in court? Take this quick self-assessment to determine your risk level.

 


Clickwraps vs. Browsewraps

While clickwrap and browsewrap agreements have many similarities, there is one key distinction that makes a clickwrap agreement the safest choice to protect your company.

A clickwrap agreement conspicuously presents an agreement to a user and requires that she click a button or box that says "I agree" before proceeding to the next screen. Browsewrap, on the other hand, does not often provide conspicuous notice of an agreement. It is generally displayed as a link at the foot of the page which indicates the existence of the contract to the user, but the user is not required to actionably accept the Terms.

Browsewraps are less likely to be upheld in court (roughly 13% of the time) so it is recommended that your button and checkbox be kept separate and you clearly ask users to agree to your terms.

How to make a clickwrap agreement?

While in house development teams can certainly build a solution for you to collect user consent via a clickwrap, building in house solutions can be costly, risky and difficult to maintain. 

PactSafe was designed to take the hassle away from managing online agreements by saving time and reducing legal risk. PactSafe's comprehensive clickwrap solution provides record keeping and versioning, and captures crucial data points that strengthen the enforceability of your agreements.

To learn more about integrating PactSafe into your workflows, take a brief platform tour.


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